On December 11, 2012, Donald J. Massaro, 69, joined Rainmaker Systems, Inc. as President and Chief Executive Officer ("CEO") and a member of the Company's Board of Directors (the "Board"). Mr. Massaro brings more than 30 years of experience, leading technology-based companies and bringing products to market. Most recently, he served as Chief Executive Officer of Sendmail, Inc., a leader in messaging infrastructure, from September 2006 to December 2012. Previously, Mr. Massaro was the President, CEO and founder of Reconnex Inc. from May 2003 to June 2005. From July 2001 to May 2003, he served as President and CEO of Array Networks, Inc. Pursuant to his employment agreement, Mr. Massaro will receive, during the term of his employment, an annual base salary of $295,000, payable bi-weekly beginning April 1, 2013. He will be eligible to earn a discretionary bonus of up to 75% of his base salary in 2013, and 100% in subsequent years. The bonus calculation targets will be established annually by the Board.

Subject to the approval of the Compensation Committee of the Board, in December 2012, Mr. Massaro will receive (i) a grant of 500,000 restricted shares of common stock which shall vest annually over a four year term, (ii) options to purchase 500,000 shares of common stock and (iii) a grant of 250,000 restricted shares of common stock which shall vest on March 31, 2013. Mr. Massaro’s employment agreement is attached hereto as Exhibit 10.1 and is incorporated herein in its entirety by this reference.

Mr. Massaro was appointed to the Board as a Class I director, with an initial term ending upon the 2013 annual meeting of stockholders. Mr. Massaro was appointed to the Board because of his proven track record of leadership and innovation, as well as his team building and operational capabilities. He also has recently served as a member of the Board for Sendmail, Inc. and Yotta Navigation.

Site Links

Based on public records. Inadvertent errors are possible. Getfilings.com does not guarantee the accuracy or timeliness of any information on this site. Use at your own risk.
This website is not associated with the SEC.